Is Section 20(D) of the Batteries Plus Bulbs Franchise Agreement still applicable?
Batteries_Plus_Bulbs Franchise · 2025 FDDAnswer from 2025 FDD Document
This Addendum relates to franchises sold in Minnesota and is intended to comply with Minnesota statutes and regulations. In consideration of the execution of the Multiple Unit Franchise Agreement (the "Agreement"), Franchisor and Multiple Unit Franchisee agree to amend the Agreement as follows:
- Licensed Marks – Indemnification. Section 9 of the Multiple Unit Franchise Agreement is amended to include the following language:
Franchisor will indemnify a Minnesota Multiple Unit Franchisee for damages for which such Multiple Unit Franchisee is held liable in any proceeding arising out of the use of the "Batteries Plus" mark, provided that Multiple Unit Franchisee has used the mark properly and has notified Franchisor of any claim against Multiple Unit Franchisee within ten (10) days of Multiple Unit Franchisee's knowledge of such claim. Franchisor will have sole control of any litigation involving the Licensed Marks. Franchisor's indemnification obligation will not apply to any Multiple Unit Franchisee residing outside the state of Minnesota who purchases a franchise to be located outside of Minnesota.
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- Application of Minnesota Law. Section 13 of the Agreement is amended by adding the following sentences at the end of such Section: "Minnesota law provides franchisees with certain termination and nonrenewal rights. Minnesota Statutes Section 80C.14, subds. 3, 4 and 5 require, except in certain specified cases, that a Multiple Unit Franchisee be given 90 days' notice of termination (with 60 days to cure)."
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- Venue. Section 18(D) of the Agreement is deleted.
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- Acknowledgments. No statement, questionnaire, or acknowledgment signed or agreed to by a franchisee in connection with the commencement of the franchise relationship shall have the effect of (i) waiving any claims under any applicable state franchise law, including fraud in the inducement, or (ii) disclaiming reliance on any statement made by any franchisor, franchise seller, or other person acting on behalf of the franchisor. This provision supersedes any other term of any document executed in connection with the franchise.
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- Construction. In all other respects, the Multiple Unit Franchise Agreement will be construed and enforced with its terms.
Source: Item 17 — Renewal, Termination, Transfer, and Dispute Resolution (FDD pages 49–53)
What This Means (2025 FDD)
According to the 2025 Batteries Plus Bulbs Franchise Disclosure Document, Section 20(D) of the Franchise Agreement is not applicable for franchises sold in Minnesota. The Minnesota Addendum to the Multiple Unit Franchise Agreement specifically states that "Section 18(D) of the Agreement is deleted." Note that the section being deleted is 18(D), not 20(D). There is no mention of Section 20(D) in the provided documentation.
This deletion means that any provisions related to venue as outlined in Section 18(D) of the standard Batteries Plus Bulbs agreement do not apply to Minnesota franchisees. Typically, venue clauses dictate where legal disputes must be resolved, so this change gives Minnesota franchisees the potential to litigate closer to home.
It is important for prospective franchisees to understand how state-specific addenda can modify the standard franchise agreement. In this case, the Minnesota addendum alters the venue for dispute resolution, which could have significant implications for legal costs and convenience should a dispute arise. Franchisees should carefully review all addenda and understand how they impact their rights and obligations under the franchise agreement.